Douglas Sharp
About Douglas Sharp
Douglas Sharp is an Interested Trustee of the Invesco closed‑end funds (including VPV) and Senior Managing Director, Head of Americas & EMEA at Invesco Ltd.; he joined Invesco in 2008, previously leading EMEA and holding roles including head of strategy and business planning and CAO for the U.S. institutional business, with earlier experience at McKinsey & Co. . He has served as a Trustee in the Invesco Funds complex since 2024 and is deemed an “interested person” under the 1940 Act because he is an officer of the Adviser and of Invesco Ltd. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Invesco Ltd. | Senior Managing Director; Head of Americas & EMEA; previously Head of EMEA; head of strategy & business planning; CAO for U.S. institutional | Joined 2008; ongoing | Executive leadership over multi‑region businesses; strategy and operating roles supporting adviser to the Funds |
| McKinsey & Co. | Strategy consultant serving financial services, energy, logistics clients | Prior to 2008 | Strategy and operational problem‑solving experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Invesco UK Limited | Director and Chairman of the Board | Not disclosed | Subsidiary board leadership within Invesco’s European operations |
| Invesco Fund Managers Limited | Director, Chairman and Chief Executive | Not disclosed | U.K. fund manager leadership role (subsidiary of Invesco) |
Board Governance
- Independence status: The Board uses an Independent Trustee as Chair to oversee governance and facilitate independent oversight; Sharp is an Interested Trustee (officer of the Adviser/Invesco Ltd.) and thus not independent .
- Board and committee structure: Standing committees are Audit, Compliance, Governance, and Investments; the Board met 14 times in FY ended Feb 28, 2025 .
- Committee memberships (named members per proxy; Sharp is not listed among members in these sections):
- Audit Committee: LaCava (Chair), Liddy, Vandivort, Jones, Hostetler, Ressel; 6 meetings in FY 2025 .
- Compliance Committee: Motley, Perkin, Brown, Deckbar, Krentzman (Chair), Mathai‑Davis; 4 meetings in FY 2025 .
- Governance Committee: Motley, Vandivort (Chair), Brown, Hostetler, Mathai‑Davis; 6 meetings in FY 2025 .
- Investments Committee: three sub‑committees, 4 meetings in FY 2025 (members listed include Jones, Mathai‑Davis, Krentzman, Ressel, plus additional sub‑committee chairs in the full listing) .
- Attendance: The Board met 14 times; each Independent Trustee attended at least 75% of Board and relevant committee meetings during FY 2025 (attendance detail is provided in aggregate for Independent Trustees) .
Fixed Compensation
- Trustee compensation framework covers only Trustees “not affiliated with the Adviser”: compensation consists of an annual retainer plus meeting fees, with additional amounts for the Board Chair and Committee Chairs; a deferred compensation option is available to Independent Trustees .
- Annex B “Trustee Compensation” reports compensation for Independent Trustees only; compensation for Interested Trustees (e.g., Sharp) is not listed in the Funds’ compensation table .
Performance Compensation
| Performance Metric | Disclosed for Trustees? | Notes |
|---|---|---|
| Equity-based awards (RSUs/PSUs/options) | No | Trustee pay is retainer/meeting fee-based; Annex B covers Independent Trustee cash/deferred compensation only (no equity awards disclosed) . |
| Formulaic performance metrics (TSR, revenue/EBITDA, ESG) | No | No performance metrics or targets are tied to trustee compensation in the proxy . |
Other Directorships & Interlocks
- No U.S. public company directorships are disclosed for Sharp in the VPV joint proxy biography; disclosed roles are within Invesco subsidiaries (Invesco UK Limited; Invesco Fund Managers Limited) .
- Governance Committee oversees Independent Trustee compensation and Board composition; no external interlocks involving Sharp are disclosed in the proxy .
Expertise & Qualifications
- Senior multi‑region asset management leadership (Head of Americas & EMEA), prior EMEA leadership, and strategy/operations roles; prior strategy consulting at McKinsey & Co. .
- Board has an Independent Chair and emphasizes independent oversight; Sharp’s adviser/executive background provides domain expertise while also creating an “interested” affiliation under the 1940 Act .
Equity Ownership
| As of Dec 31, 2024 | VPV (Dollar Range) | Holdings in Other Invesco Closed‑End Funds (Dollar Range) | Aggregate Dollar Range Across Invesco Fund Complex |
|---|---|---|---|
| Douglas Sharp | None | None across listed funds (VKI, VBF, VCV, VLT, OIA, VMO, VKQ, IQI, VVR, VGM, VTN, IIM) | None |
- Section 16/30(f) compliance: Based on copies of forms and representations, all required beneficial ownership filings were made for FY ended Feb 28, 2025 .
Governance Assessment
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Strengths
- Independent Board Chair and robust committee structure (Audit, Compliance, Governance, Investments) with clear charters and regular meeting cadence (Audit 6; Compliance 4; Governance 6; Investments 4 in FY 2025) support effective oversight .
- Board met 14 times in FY 2025; Independent Trustees met the ≥75% attendance threshold, indicating active engagement by independent members .
- Audit Committee oversight includes auditor selection (PwC selected) and valuation oversight; two members designated as audit committee financial experts .
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Risks/Red Flags
- Conflict/Independence: Sharp is an Interested Trustee due to executive employment with the Adviser’s parent (Invesco Ltd.), creating an inherent affiliation conflict; mitigated by independent Chair and independent committees but remains a governance sensitivity for investor confidence .
- Alignment: No fund share ownership disclosed for Sharp (VPV or complex‑wide) as of Dec 31, 2024, offering limited direct “skin in the game” alignment signal at the fund level .
- Compensation transparency: Fund‑level trustee compensation tables exclude Interested Trustees; while standard for 1940 Act funds, lack of explicit disclosure of any fund compensation (if any) for Interested Trustees makes cross‑comparison of total pay/benefits at fund level impossible .
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Oversight of conflicts: Compliance Committee explicitly oversees potential conflicts reported by Invesco or advisors; Governance Committee reviews independent trustee compensation and board composition, supporting structural mitigation of affiliation risks .
Bottom line: Sharp brings deep Invesco operating expertise but is not independent; independent Chair and committees provide guardrails, yet lack of fund‑level ownership and Interested Trustee status are notable red flags for alignment and perceived independence .